1. On May 11, 2011, a grantor retained annuity trust established by the reporting person distributed 6,571 shares to the reporting person who is the trustee. The GRAT?s subsequent return of securities to the insider in satisfaction of its annuity obligation also may be treated as an exempt change in form of beneficial ownership under Rule 16a-13.

2. On May 11, 2011 the reporting person contributed 20,000 shares of common stock to a grantor retained annuity trust for the benefit of the reporting person and his two children.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.60 to $65.32, inclusive. The reporting person undertakes to provide to The Chubb Corporation, any security holder of The Chubb Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.25 to $65.22, inclusive. The reporting person undertakes to provide to The Chubb Corporation, any security holder of The Chubb Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.24 to $65.20, inclusive. The reporting person undertakes to provide to The Chubb Corporation, any security holder of The Chubb Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.

Remarks:

On 5/11/11 the ending balance of the reporting person's direct common share ownership was 295,860 after giving effect to all transactions set forth in this Form 4.

Nancy J. Engers, POA

05/13/2011

** Signature of Reporting Person

Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v).